SEC Suspends Trading In Bra Maker-Turned Crypto Company

The SEC has now suspended trading in The Crypto Company’s common stock.

Earlier this month, the company revealed a private placement to accredited investors priced at just $7 per share. That would be an enormous 97% discount to where the equity was trading at the time. This is from the 8K:

On December 12, 2017, The Crypto Company, a Nevada corporation (the “Company”), issued an aggregate of 1,150,280 shares of common stock, par value $0.001 per share (“Common Stock”), at a per share purchase price of $7.00 for aggregate proceeds of $7,679,488 to seventy-six (76) accredited investors in connection with the closing of a private placement pursuant to the terms of a Stock Purchase Agreement, by and among the Company and the purchasers thereunder (the “Purchase Agreement”).

Apparently, those who got to participate in this rather lucrative deal were notified weeks ahead of time, just prior to a more than 3,000% gain in the company’s stock to a high over $640:

The story here is even more absurd than usual. This is a reverse merger with a bra company. And yes, I am serious. The following is from a filing by Croe Inc. of which Crypto was a subsidiary:

CROE, Inc. is an early stage fitness apparel company with the mission of creating supportive, protective, and innovative sports bras and fitness apparel. We were incorporated on December 2, 2013 in the state of Utah by our principal executive Deborah Thomas. Our business office and mailing address is 11650 South State Street, Suite 240, Draper, Utah 84020, and our telephone number is (801) 816-2522. Our website is www.croefit.com and is not part of this prospectus.

As Bloomberg noted earlier this month when the shares were on an absolute tear, James Gilbert, the president and largest shareholder became a billionaire on paper after his stake rose more than eight-fold to $1.1 billion.

At the time, OTC put a skull-and-crossbones icon next to the company’s stock symbol to let investors know that caution was warranted.

Today’s SEC suspension cites “concerns regarding the accuracy and adequacy of information about compensation paid for promotion of the company, and statements in Commission filings about the plans of the company’s insiders to sell their shares.”

“This is not the kind of attention we wanted,” Crypto co-founder and Chief Executive Officer Michael Poutre told Bloomberg in a phone interview following the run-up in the stock earlier this month.

Our guess is an SEC suspension isn’t the “kind of attention” the company wanted either.

I just read a study that suggested that memories we have of our children are better remembered than those that aren’t. When I re-read the article above it reminded me of when my kids were four of five years old and playing make believe with their friends.

In their imagined realities, there was this constant exchange of the new rules to shape their make-believe reality fit their four year old’s perception of a functional reality. Listening to them, it was amusing because you were struck by how few constraints that real adult world realities existed in their four year old mind and or placed on their make-believe reality existence.

“Ok, Ok, Ok, (brains tactical delay while minor reality conflict/challenge is resolved in the four year old imagination) – so, so, so… now I have wings and I can fly to get a way from you.” Which of course would be countered by their playmate – “Yeah, but my wings are bigger and faster than yours and I can spit fire at you.” and on and on.

There seems to be an analogous relevance in this remembering of my children’s reality perceptions and the lack of real world financial and economic reality limitations that ultimately doom private cryptocurrencies. There’s that familiar feeling of watching those with as yet unfamiliar with adult (financial and adult) realities as the rapidly increasing number of crypto coin companies/stocks continue to both expand and dilute the millennial mania necessary to propel individual crypto stock valuations – in their limited imaginary reality.

When blockchain transaction processes become the norm for banks and credit card companies, where will the legal need (or use) be or impetus for private cryptocurrencies come from. This is the reality that is happening right now as blockchain technology expands into the financial world unrestricted by patents or any other kinds of intellectual property restrictions. And yet, some still insist crytocurrencies like BitCoin can “grow wings to escape.”

Writing about a subject is the best
way to educate yourself about it, and when I flick through past work I remember how much
they taught me, if no one else. Mainly they taught me that I didn’t know very much. But they
also taught me that most other people didn’t know much either. Thus, some key themes
which stand out include the illusory control of policy makers, the presumed knowledge of
those looking to them to actively do good, the ease with which we fool ourselves, and how
best to protect capital in the face of such unavoidable uncertainty. -- Dylan Grice